Directors' Dealings

HSBC HOLDINGS PLC
21 July 1999


               NOTIFICATION OF DIRECTORS' SHARE INTERESTS
                          IN HSBC HOLDINGS PLC

Interests  in  shares of HSBC Holdings plc ('the Company') arising  under
sections 324 and 328 of the Companies Act 1985.

The  HSBC  Qualifying  Employee Share Ownership Trust  ('the  QUEST')  was
established by the Company as an efficient way of distributing shares  to
those  employees  in  the UK exercising options granted under the  HSBC
Savings-Related Share Option Scheme ('the Scheme').

As a result of the trustee of the QUEST, HSBC QUEST Trustee (UK) Limited,
acquiring shares in the Company to satisfy the exercise of such  options,
a  temporary, non-beneficial, disclosable interest in the shares acquired
arose for the UK based, executive Directors of the Company and of Midland
Bank  plc  as  potential  beneficiaries of the  QUEST.  The  shares  were
registered in the name of HSBC QUEST Trustee (UK) Limited, the trustee of
the QUEST.

This disclosure is therefore made on behalf of Sir John Bond, Messrs W  R
P Dalton, S K Green and K R Whitson as Directors of both the Company and
Midland  Bank  plc, Mr D J Flint as a Director of the Company  only,  and
Messrs D W Baker and R M J Orgill as Directors of Midland Bank plc only.

HSBC Holdings plc - Ordinary Shares US$0.50 each

                                                        Number of
Date          Nature of transaction by the QUEST         shares     Price

19 July 1999  Acquisition by subscription by the QUEST   150,019    787.0p

19 July 1999  Transfer by the QUEST to employee          150,019    see
              participants in the Scheme                            below

19 July 1999  Shares held by the trustees of the QUEST       NIL


               NOTIFICATION OF DIRECTORS' SHARE INTERESTS
                          IN HSBC HOLDINGS PLC:

Price per unit of shares registered in the name of HSBC QUEST Trustee
(UK) Limited on 19 July 1999 and transferred to employee participants
of the HSBC Holdings Savings-Related Share Option Scheme on 19 July 1999:

HSBC HOLDINGS PLC - ORDINARY SHARES OF US$0.50 EACH

Year of grant          No of             Option
                      shares              price
                                            (P)

1994                 147,114             233.61
1995                   2,155             180.60
1996                     368             305.90
1997                     382             452.06
                     150,019